Terry Richardson Presents: The Many Talents Of Kate Upton (Video)

Fashion photographer Terry Richardson gives us even more reasons to love model Kate Upton, via a minute-and-a-half's worth of video footage he shot during his time with her for her recent GQ covershoot.

In the outtakes footage, Kate makes everything look sexy. Running on the beach as a lifeguard, to skateboarding and falling, to hula-hooping, to riding rollercoasters, to dancing, and more.

The video even catches a "wardrobe malfunction" when her top comes off while on the spinning ride. "I'm holding myself, laughing, turning bright red, but a lot of people are watching, so they kicked us out of the Santa Monica Pier — it was so embarrassing," she recalled.